Legal Topics

The below legal topics are some of the more common questions and matters that the Office of General Counsel encounters. The below is not an exhaustive list, and is for informational purposes only, and is not to be considered legal advice. University employees should consult with the Office of General Counsel, at generalcounsel@wright.edu, if legal issues arise.

On this page:

• Attorney-Client Privilege
• Contracts
• Contract Signature Authority
• Ethics
• Family Educational Rights and Privacy Act
• Immigration
• Intellectual Property
• Lawsuits Against Faculty and Staff
• Litigation
   

Attorney-Client Privilege

Communications with attorneys in the Office of General Counsel are protected as confidential under the attorney-client privilege if the communications are made for the purpose of seeking or providing legal advice on behalf of the university. These communications may be revealed only to other university officials or other legal staff for the university who may need to know the information. Communication with university attorneys on non-legal matters, or on personal legal matters, is not privileged or confidential.
 

Contracts

A contract is an agreement between two or more parties creating obligations that are enforceable or otherwise recognizable at law. A contract can come in many forms, such as a memorandum of understanding, personal service agreement, licensing agreement, affiliation agreement, revenue-generating agreement, purchasing agreement, grant agreement, and sponsorship agreement. If uncertain if a document is a contract, please contact the Office of General Counsel.

Legal review of a contract is not required if the most recent approved university contract template is used, as these templates have already been reviewed and approved by the Office of General Counsel. However, if the contracting party were to make changes to the approved template then the Office of General Counsel would need to review any changes made. Also, all contracts not on university contract templates must be reviewed and approved by the Office of General Counsel.

The Office of General Counsel reviews contracts for, among other things, compliance with Ohio law and for policy and legal ramifications. Recommendations will be made accordingly to protect the university’s interests. Departments must be prepared to make decisions on the business terms of the contract, as well as monitor compliance with the contract throughout its term.

Remember that employees of the university are subject to Ohio statutory prohibitions against selling goods or services to the university, having an unlawful interest in a public contract, and soliciting or receiving improper consideration in the performance of the employee’s duties (e.g., receiving payment from an outside vendor). There may be serious consequences for violating these laws, including criminal charges. 

For information regarding procurement and contract services please visit University Contract Services.
 

Contract Signature Authority

The contracting party for all university contracts is “Wright State University.” Contracts binding on the university may only be executed by those university officials who have received delegated signature authority. Authority for signing Contracts/Agreements can be found in University Policy 9350.

Failure to ensure that the appropriate signature authority is obtained or executing a contract on behalf of the university without requisite authority may result in personal liability for the employee who executed the contract.
 

Ethics

It is the policy of Wright State to carry out its mission in accordance with the strictest ethical guidelines and to ensure that university officials and employees conduct themselves in a manner that fosters public confidence in the integrity of the university, its processes, and its accomplishments.

In addition, as a state university, Wright State, its Board of Trustees, officers, and employees are required to comply with the Ohio Ethics Law (Chapter 102 of the Ohio Revised Code and two provisions in Chapter 2921 of the Ohio Criminal Code). The Ohio Ethics Law covers the following areas:

• Conflicts of Interest
• Gifts
• Nepotism
• Post-Employment
• Public Contracts
• Sales to Public Agencies

Any questions regarding an ethical conflict or question regarding the Ohio Ethics Law should be sent to the Office of General Counsel. For more information about the Ohio Ethics Law, including training opportunities, please see the Ohio Ethics Commission’s website.

University Policies on ethics can be found at: Ethics Policy 1210, Academic Freedom and Professional Responsibilities Policy 1220, Nepotism Policy 8010, and Contract Approval and Signatory Authority Policy 9350.
 

Family Educational Rights and Privacy Act

The Family Educational Rights and Privacy Act (FERPA) is a federal law that protects the privacy of student education records. In the higher education context, FERPA affords students the right to have access to their education records, the right to seek to have their records amended, and the right to have some control over the disclosure of personally identifiable information from the education records. For more information please visit the University’s Registrar’s website and University Policy 3010.
 

Immigration

The Office of General Counsel provides guidance to the university on employment-based immigration-related processes and questions that arise. For more information, please see University Policy 8140. 
 

Intellectual Property

Intellectual Property is the term used to represent legal rights and privileges that are provided to certain intangible assets produced by human creativity. Generally speaking, the most common intellectual property rights involve patents, copyrights, and trademarks. Federal and state law provide intellectual property owners with protection over their patents, copyrights, and trademarks.

Any questions regarding Intellectual Property should be directed to the Office of General Counsel.
 

Lawsuits Against Faculty and Staff

Lawsuits are occasionally filed against the university and they sometimes contain allegations that faculty and staff members acted in a negligent or otherwise wrongful manner. On occasion, faculty and staff may be named as defendants in lawsuits filed in state or federal courts. In these situations, Ohio law provides significant protections for university employees.

The Court of Claims statute, Ohio Revised Code 2743.02, requires that for a university employee to be sued individually in state court that the employee must either have: (a) acted outside the scope of their university duties, or (b) acted with malicious purpose, in bad faith, or in a wanton or reckless manner. If a lawsuit is filed in an Ohio court, the university will make a determination regarding its obligation to defend the employee and the cost of that defense. Typically, university employees are not parties to the litigation.

If a lawsuit is filed in Federal Court, university employees may be named as defendants. Typically, and as in the analysis above, the university will pay legal fees, and costs of any settlements or judgments, so long as neither (a) or (b), above, are applicable.

University employees desiring representation in university-related litigation must request to be represented and should contact the Office of General Counsel.
 

Litigation

The Office of General Counsel is responsible for the representation of the university in all legal matters and manages all university litigation. As a state university, Wright State may sue and be sued in courts of competent jurisdiction, such as the Ohio Court of Claims. The university may also be a defendant before various administrative agencies, like the Ohio Civil Rights Commission and the U.S. Department of Education.